Texas Capital Bancshares (TCBI) director boosts stake in stock and prefs

Rhea-AI Filing Summary

Texas Capital Bancshares director Robert W. Stallings reported net open-market purchases of 28,330 securities of the company. The transactions include buying 20,000 Depositary Shares for Series B Preferred Stock at an average price of $22.22 per share on March 2, 2026, directly.

He also bought 3,330 shares of Common Stock at $94.86 per share and 5,000 additional Depositary Shares for Series B Preferred Stock at $22.29 per share on February 27, 2026, with the latter held indirectly through SCG Ventures LP. Following these trades, he held 104,587 Depositary Shares directly and 293,291 Common Shares directly, plus indirect holdings including 90,039 Common Shares via SCG Ventures LP and 60,000 Depositary Shares for Series B Preferred Stock via the Stallings Foundation. Each Depositary Share represents a 1/40th interest in a share of 5.75% Fixed Rate Non-Cumulative Perpetual Preferred Stock, Series B.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

STALLINGS ROBERT W

(Last) (First) (Middle)

2000 MCKINNEY AVENUE

SUITE 700

(Street)

DALLAS TX 75201

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
TEXAS CAPITAL BANCSHARES INC/TX [ TCBI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
02/27/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/27/2026		P		3,330	A	$94.86(1)	293,291	D
Depositary Shares for Series B Preferred Stock(2)	02/27/2026		P		5,000	A	$22.29	360,913	I	SCG Ventures LP(3)
Depositary Shares for Series B Preferred Stock(2)	03/02/2026		P		20,000	A	$22.22(4)	104,587	D
Common Stock								90,039	I	SCG Ventures LP(3)
Depositary Shares for Series B Preferred Stock(2)								60,000	I	Stallings Foundation(5)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The stated price represents the average based on prices ranging from $94.55 to $95.57. Upon request from the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased or sold at each separate price will be provided.

2. Each Depositary Share represents a 1/40th interest in a share of the issuer's 5.75% Fixed Rate Non-Cumulative Perpetual Preferred Stock, Series B, par value $.01 per share.

3. SCG Ventures LP is owned by the RWS Investment Trust (49.5%), the LES Investment Trust (49.5%) and Stallings Management LLC (1%), its general partner. Stallings Management LLC is owned by Mr. and Mrs. Stallings (100%).

4. The stated price represents the average based on prices ranging from $22.13 to $22.27. Upon request from the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased or sold at each separate price will be provided.

5. The Stallings Foundation is a charitable foundation of which Mr. Stallings is an officer.

Remarks:

	Mary Helen Hall, attorney-in-fact	03/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transactions did TCBI director Robert W. Stallings report?

Robert W. Stallings reported net purchases of 28,330 Texas Capital Bancshares securities. He bought 20,000 Series B preferred Depositary Shares and 3,330 common shares directly, plus 5,000 preferred Depositary Shares indirectly through SCG Ventures LP in open-market transactions on February 27 and March 2, 2026.

Which Texas Capital Bancshares (TCBI) securities did Robert Stallings buy?

Robert Stallings purchased both common stock and Depositary Shares for Series B Preferred Stock. He bought 3,330 common shares at $94.86 each and 25,000 preferred Depositary Shares at about $22.22–$22.29 per share, combining direct ownership and indirect ownership through SCG Ventures LP.

How many TCBI shares does Robert Stallings own after these Form 4 transactions?

After the reported trades, Robert Stallings directly owned 293,291 shares of Texas Capital Bancshares common stock and 104,587 Depositary Shares for Series B Preferred Stock. He also reported indirect holdings of 90,039 common shares via SCG Ventures LP and 60,000 preferred Depositary Shares via the Stallings Foundation.

What indirect TCBI holdings are reported through SCG Ventures LP and Stallings Foundation?

Indirectly, Stallings reported 5,000 newly purchased Depositary Shares for Series B Preferred Stock through SCG Ventures LP, bringing that vehicle’s preferred holdings to 360,913 Depositary Shares. He also disclosed 90,039 common shares via SCG Ventures LP and 60,000 preferred Depositary Shares held by the Stallings Foundation.

What does each Texas Capital Series B Depositary Share represent for TCBI investors?

Each Texas Capital Bancshares Series B Depositary Share represents a 1/40th interest in one share of the 5.75% Fixed Rate Non-Cumulative Perpetual Preferred Stock, Series B. This structure allows smaller denominations of the preferred security to trade as Depositary Shares instead of full preferred share units.

Were Robert Stallings’ TCBI purchases open-market transactions?

Yes. The Form 4 describes Robert Stallings’ three reported purchases as open-market transactions. These include common stock bought at an average price of $94.86 per share and Depositary Shares for Series B Preferred Stock bought at average prices of $22.22 and $22.29 per Depositary Share.